Down Memory Lane

Down Memory LaneJohn P. Fault <pagefault@my-deja.com>

Copyright 1999, John P. Fault. Feel free to distribute, but pleaseleave the entire story intact, as-is. This is a story containingsomewhat graphic sexual activity. If you're underage, then youprobably shouldn't read this. If you're a consenting adult then readaway. Remember, be responsible for your actions and yourself becauseno one else will. I'm certainly not responsible for you, what youthink, or what you do, and I wouldn't want to be even if Icould. Ultimately, whatever comes around goes around, so play nice.

[Author's Note: This is part fantasy, part reality. It's still evenhard for me to distinguish what really happened with what Iimagined. At any rate, I hope you like it. I'd like to thank MichaelK. Smith for writing so many excellent stories. I think his wonderfultales probably had a hand in making me think about trying to writesomething myself.

I'm not sure exactly where the inspiration to write this camefrom. Perhaps it's nostalgia. Perhaps it's the longing for simplerdays when the "real world" waited several years down the road. Perhapsit's just that I miss a really wonderful friendship. B., wherever youare, this one's for you.]

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I had a dream about her last night. Not that there's anythingmonumental or foreboding about that. It was just odd because I hadn'treally thought of her in a quite a while. I'd never, ever forgether. She gave me too many good memories. In sitting here thinkingabout her, I find that I really do miss her.

We started off just as friends. Well, less then that for quiteawhile. She worked in the building that I was working in. She was the"bouncer" for the backdoor to the stage area. I worked upstairs in thecrew areas. Since we couldn't smoke in the building, I had to trudgedown 4 flights of stairs on my breaks to go grab a smoke. She was afairly heavy smoker, so the odds were good that we'd be outside at thesame time.

The first dozen or so times that I encountered her, I was too shy toeven really talk to her, other than the standardpleasantries. Pathetic, isn't it? Besides, she's a very beautifulwoman. I'm a shy, awkward guy. I was never terribly outgoing anyway,let alone brave enough to really strike up a conversation with her.

It got so that I'd take more breaks just to see her, be nearher. Hell, I even came to the Hall when I wasn't scheduled to work,just on the off chance that she'd be there. And yet, I still didn'thave the nerve to ask her out. Often, sitting on the back wall by thedoor while we were smoking, I'd study her out of the corner of myeye. She was exquisite, an absolute beauty. She had medium length darkbrown hair, an incredibly attractive face, very smooth skin, long legsthat flared into such lovely hips, a tiny waist, small breasts, butthere were two things that really made her stand out: her eyes and herlaugh. Sounds cornball, doesn't it? Her eyes were ice blue. They wereabsolutely stunning, amazing, beautiful. In listening to her talk toother people in the Theater, I'd hear her joke and laugh. It was suchan attractive, sexy sound. There really aren't words to describe it.

I kept imagining myself with her. My fantasies knew no bounds. In mymind we kissed, caressed, explored each other, and had sex in almostevery place in the theater and beyond. My favorite recurring fantasywas that I duck into the booth where she's stationed and pull theblinds. Our eyes lock and then we kiss. I feel her soft lips againstmy lips and feel her tongue slowly touch mine. I slide my hands up herback and into her soft, dark hair, letting it run through my fingers.She pulls free of me and works her hand down to the snap on my jeans.

With a mischievous smile on her face, she unfastens my pants and pullsout my cock, holding it in her hand. She slowly kneeled down in frontof my, taking my cock into her mouth, moving her tongue around in anamazing, maddening way. Softly and slowly she worked on me, expertlycaressing me with her tongue. Just as I was about to come, shestopped, still giving me that same mischievous smile. Not to beoutdone, I maneuvered her to the little table in the office, and easedher up onto it. As we kissed, I unbuttoned her sweater, and undid herbra, exposing her small, perfect breasts with their tiny pink nipples.

I kissed my way down her neck and to her breasts, slowly working my way to her nipples. As I took a nipple into my mouth, slowly using my tongue to swirl around it, I heard her moan slightly. I continued down her flat stomach to the waistband of her skirt. I eased her skirt up and started ever so slowly kissing my way up her taut thighs. I could feel the warmth radiating from her pussy. I gently eased her panties down and the leaned in and blew across her clit. I followed that by slowly licking her from the bottom of her slit to the top, letting my tongue work softly against her clit a little more. As I continued to caress her with my tongue, I could feel her pulse speed up, her breathing get faster, and her hands working through my hair. She moaned and came, almost breaking my neck with the intensity that she pulled me to her.

I pulled a condom out of my wallet and looked at her. She took it outof my hand, ripped it open and started rolling it down over myrock-hard dick. With her sitting on the table and me standing, I easedforward and into her. I felt her walls grip me with intenseforce. Between that and the heat of her, I was fighting hard to keepfrom coming instantly. I looked at her beautiful face, her eyespenetrating mine. We moved easily and slowly together, working towardan amazing high. I could feel her hands on my back, digging her nailsin slightly. The urgency for release was felt by both of us. We easedthe pace up a little, her pussy caressing me, working me to an evenhigher level. She whispered "I'm going to come," in my ear. She pulledmy mouth to hers and kissed me hard and deep. She grabbed me with bothhands and pulled my body against hers, driving my cock in to thehilt. Her muscles inside contracted as she came, pulling me over thepoint of no return. I worked out a bit and slammed back in, cominghard in her, which took her orgasm a little further. Spent, we sighedand kissed slowly, savoring the moment. We kissed again, then pulledapart, talking some.

That's just sort of where the fantasy ended.

Just to look at her was to feel a passion, a lust, and such anincredible desire for her. And yet, I still couldn't work up the nerveto ask her out. I guess I just figured that any woman that incrediblehas to be dating someone.

Here's the part where I'm supposed to ask her out and where things aresupposed to go my way. Perhaps in the fantasy world I'd like to livein, it would have worked that way. Sorry to say that they did not. Ioverheard her talking to someone in the Theater department about herboyfriend Andy. "Well," I thought, "that figures." I mean it makessense. In the real world, guys like me do not ever get girls likeher. It defies some sacred law or something.

I had just resigned myself to admiring her from afar. Hell, itwouldn't really be any different then the previous months. It wasn'tlike I had no prospects for a dating life. I was just so struck byher, by her beauty. By the cynic in her that showed up when I heardher talking with people outside the theater.

I still liked to hang out where she worked. Just because she wasn'tdestined to be mine didn't mean I couldn't admire her. I guess sincethe world balance had shown that she was out of reach, I decided totalk to her one night...more than just boring, "nice weather"chitchat. Nothing magical happened, but it was the start of afriendship.

To tell you the truth, I can't even remember what we talked about. I'msure it was something completely banal, and probably uninteresting tomost people. I guess we probably talked about how our jobs sucked. I'msure we talked about college and majors because that's the standardcollege small talk. (So, what's your major? Yeesh. It's almost astrite and cheesy as "Say, baby, what's your sign?") Whenever therewas a show at the theater, there would be a Friday night dressrehearsal that was open to students, opening night Saturday, and thenperformances the next Friday and Saturday, closing night the followingSaturday. Basically, whenever there was a show, I'd get to see herthere. I kept signing up to work these horrible shows on the chance ofspending perhaps 20 minutes or so a night talking to her. Pathetic?Yeah, it probably is and was. Nonetheless, come weekends on my breaksI'd come downstairs and have a smoke and talk to her, learning moreabout her with each passing week. She never really talked about herboyfriend. I guess she just didn't want to discuss it. I did overhearher talking to a friend of hers about a fight she had with Andy. Itsounded pretty bad. She still never mentioned him. It seemed a bitstrange. I didn't ask and she didn't talk. Seemed reasonable enough tome. After all, it wasn't really my business.

About three months after meeting her, I was sitting on back walloutside the theater grabbing a smoke. She walked up to the door with afriend, taking a final drag off of her cigarette before goinginside. I heard her say that she had moved out of the apartment sheshared with Andy and gotten her own place and that it was over forgood. I thought to myself that only a complete jerk would be happythat things went badly for her. Of course, I'm far from perfect, so ofcourse I thought that, at least to some degree. Hey, I'm only human.

The following weekend while we were outside talking and grabbing asmoke, I decided to ask her out. Well, it didn't quite work thatway. I think what really happened is that I said "Do you want to goout for coffee after the show?" Not quite asking her on a date, but itwas still leaps and bounds for a shy person, right? Right. She lookeda bit surprised, but it only took her a couple of seconds to say no,that she already had plans.

[Author's note: You were expecting the "yes" there, I know. Sorry. Stay tuned and please be patient...this is more of a personal story than a lot of the other things that might find their way around here.]

I hoped I masked the disappointment on my face. I'm not sure that Idid. I think she saw that working my way up to even asking her out tocoffee was tough for me to do. I got the consolation prize,though. She gave me her phone number and got mine, as well.

I guess that might have been the end of it if I hadn't been signed upfor three more performance nights. I knew that I probably would neverbuild up the nerve to pursue her further. I was working on thecomputer in my dorm room when the phone rang one Sunday. My roommateTom answered and handed me the phone, saying, "It's some girl foryou." For the life of me, I couldn't think of who it would be. I wasbetween girlfriends and hadn't really met anyone in awhile that wouldcall me. I grabbed the phone and said hello. It was she! (You knew itwould be, it just had to be.) She asked if I was busy and if I wantedto go out to grab some coffee. She gave me directions to her apartmentand said to pick her up in an hour.

Woohoo! I was ecstatic. Hell, I was beyond ecstatic. I'm not sure whyI was so happy. It's not like it was a real date. In fact, sheprobably just felt guilty about saying no to me before. I had to tellJoel, my best friend at school and confidant. He was happy for me andgave me that silly grin that he's got down to a science and asked if Ineeded condoms. The guy thought that since he was a senior and I but apoor frosh that I needed a father figure. I chuckled, said no, and wason my way to the bathroom to get ready.

An hour later (almost to the second), I was at her door. She came tothe door and invited me in, apologizing for the place being messy. Sheintroduced me to Alex, her cat, and ran back to her bedroom to put onher shoes. I got the nickel tour, then...and that's a fairly accuratedescription, since her place couldn't have been more than about 500square feet, most of it crammed with books. I think you can tell a lotabout a person by the books, or lack thereof, on their shelves. Shehad a very broad range and taste in books. If she'd read even half ofthem, I knew we'd probably never run out of things to talk about. Iknew she was intelligent, but I never realized what a voracious readershe had to be to even read a small percentage of those titles.

So, off we went to go grab coffee. We talked for a long time overcoffee, staying in the restaurant for hours. She told me about herparents, and where she was from, and how school was going and such. Ilearned that she was about six months younger than I was. She seemedso much worldlier than I did, though. Perhaps that's something that Ifound so attractive about her.

My end of the conversation felt much less interesting, but I foundthat she was really easy to talk to. Eventually, we left therestaurant and headed back to her place. We continued talking lateinto the night. I think I got back to the dorm around three or four inthe morning. I was running on an adrenaline high from just being withher all evening.

Over the next few months there were many nights likethat. Conversations that started in mid-afternoon that would go onuntil all hours of the night. Joel was convinced that she and I werelovers. In truth, it was all very innocent. I was extremely attractedto her, but it just never went anywhere. I know she knew it because aswe became more familiar with each other, bawdy comments would fly outof my mouth before I could stop them. I'd like to think that she mighthave even been flattered by my attention.

It got to a point that we became a sort of support system for eachother. When one of us was stressed out, we'd hang out, smoke, talk,drink a bit, study, trade massages, etc. If one of us had a problem,we could always talk to the other. In short, it was a beautifulfriendship. I've always had close female friends because I think it'seasier to open up to them for the most part. They tend not to expectthe macho bullshit, which is good, because I'm a fairly mild-manneredtype of person.

We got to a point where I really learned all about her. She had a pastthat was not so pretty. Partly because of her, partly because ofgrowing up where she did, partly because of some bad decisions on herpart. It was strange for me to deal with. I come from a fairlysheltered environment, never really experiencing terrible tragedies inmy life. I guess I can count my blessings on that account. At anyrate, I think that's where I learned one of the many definitions of atrue friend: "A true friend is someone who knows everything aboutyou...and likes you anyway." It rang true to some degree with her. Ithink knowing all about her made me respect her more though.

Over Christmas Break we made plans to hang out some. I was going homefor a few days, but would coming back to town before the New Year. OnNew Year's Eve, I went by to see her in the afternoon. It was almostcomical. She was in a tizzy because she was baking pies to take to afriend's party. To watch her being domestic was definitely a twistfrom her normal self. I had to leave a couple hours later to go toChris' place.

On my way out the door she hugged me and gave me a New Year'skiss. What surprised me is that she wrapped her arms around me,pulling me close. I could feel her breasts warm against my chest, herhips pressing into me. She ran one hand up the back of my neck,entwining her long fingers in my hair and used the other hand to holdme against her. She leaned in to kiss me. As she kissed me, I guess Ijust expected a chaste kiss, but I felt her lips brush mine, partingslightly. I felt her tongue touch my lips. I opened my mouth kissedher deeply, feeling the energy from her body, her tongue. There was somuch passion in that kiss that it made me instantly hard. Thatembarrassed me a little, but as she pressed tighter and tighteragainst me and kept right on kissing me, it just didn't matter. Aminute or so later, she pulled back and said "Happy New Year." She hadsuch an impish grin on her face. I'm sure my chin was dropped to thefloor. It still hadn't quite sunk in that this gorgeous, intelligentcreature had just kissed me with so much intensity that my knees werefeeling a bit weak. The rest of that night was kind of a blur tome. The party I went to was great, but I kept think about "The Kiss"and how incredible it was.

I had an urge to try to call her the next morning, but I knew she'd besleeping off a hangover. I wasn't sure what to say, anyway. I knowthat I wanted more than anything to make love to her, but approachingthat subject seemed a bit awkward and strange. I figured that it wasprobably a one-time thing that she just wanted to see what I'd do. Shewas kind of like that. The passion in the kiss was probably genuine,she's not a tease. She often did things on a whim, for no other reasonthan she wanted to. While I wanted to feel her smooth, warm skinpressed against mine, I figured that it would never happen and that Ishould just be happy with such a passionate kiss.

We never really did talk about it after that day. Things just kind ofprogressed as they always had. One afternoon after I got home fromclass, there was a message on my machine from here. It said, "Help!Two guys from high school that I can't stand called me and are in townand want to hang out. I need you to come over and be my jealousboyfriend." Now who am I to turn down a request like that?

I showered and cleaned up from being in classes and went over to herapartment. The two guys from her high school, Alan and someone else (Inever did catch the other guy's name...I think it was Brian orsomething like that. For the sake of the story, in the words of MontyPython, I think I'll call him Brian.), were already there. Alan was afilmmaker, or at least that's what he wanted to be after hegraduated. Brian had no aspirations to anything beyond getting drunk.

Watching the dance around the room was almost humorous. Alan kepttrying to get closer and closer to her, and she kept moving away. Itwas nothing overt...he would just keep finding excuses to look atsomething in her living room near where she was. Finally, she ploppeddown in a chair by where I was sitting and pulled me back against herlegs. I couldn't complain. The talking went on for about an hour. ThenB. was going to fix dinner for her two "friends" and she asked me tohelp her in the kitchen.

When we got in the kitchen she hugged me and thanked me in a whisperfor coming over. Then she pulled me in close and kissed me hard anddeep. I was instantly erect again. She felt it and ground in againstme even more and kissed me harder. I dropped a hand down her back overher ass, pulling her as tightly as possible against me. She pulledback a bit and looked at me and started kissing my neck. By thispoint, I was absolutely aching. I wanted her so much. We kissed againand afterwards she whispered into my ear "My neck. Kiss it. Bite it."I started working on her neck. Slowly drawing my tongue along whereher neck met her shoulder. I nipped at her a bit and she squeezed meso hard I though she'd break bones. She reached down between us andrubbed me through my jeans. I almost came on the spot. After a bitmore kissing and general necking we pulled apart and just looked ateach other through a haze of lust and desire.

The moment was broken though by Allen and Brian making slurping noisesand moaning in the living room. I guess we'd been a littleloud. They're were making fun of us. Oh well...it couldn't be thatbad...I was the one kissing her while they were in the other roomdoing nothing. Eat your hearts out, fellas.

I think B. and I were both a little weirded out by the turn ofevents. While we were cleaning up dinner, I asked her if she wanted meto stay. She said that she'd be okay and just keep her door locked tokeep the, um, wolves, at bay. That was a little disappointing, but soit goes.

The next weekend we were sitting in her apartment watching tv and justtalking. Things were a little different this time. We were lying onthe couch together this time, just sort of spooning. After awhile, sheturned over and faced me and we started kissing again. Slow warm, wetkisses, letting our tongues easily glide over the other's. With myfree hand, I started slowly caressing her body, just gently exploringand touching. Things got a little hotter and heavier the longer wekissed. I unbuttoned her shirt and lightly ran my hands along thepoint where her bra met her skin, feeling her shudder a bit from thecontact. She was running a hand up my spine, lightly dragging hernails along, driving me crazy. After about an hour of this sweettorture, I started to move toward the snap on her jeans.

To my dismay, she stopped me. I guess she saw the questioning look inmy eye. She said, "I like you way too much to sleep with you." I guessshe could instantly see the confusion and hurt. She went on..."Everytime I sleep with someone, the relationship is forever screwedup. It's never the same and almost always ends badly." I was kind ofspeechless. I just looked at her and kissed her lightly on the lipsand smiled at her. If that's what she wanted, I guess that's okay. Idid want her very badly, but it's not my call, really. I valued herfriendship and didn't want to lose that by pushing for something thatshe didn't want.

Since it was about 3:30am, I asked if I could crash on her couch. Thatwasn't an odd request, really. I'd crashed on her couch a number oftimes. She said, "Of course. I'm just going to shower and get readyfor bed. I'll see you in the morning." I took off my socks, shirt, andpants and pulled the afghan she kept on the couch over me. I dozed offshortly after that.

Sometime later, I heard the bathroom door open. I figured B. wasgetting ready to hit the sack. Instead, I heard her come back into theliving room. She pulled back the afghan and stretched out next to me,spoon-like. She had that clean, "girl fresh from the shower" smellthat turns me on. Not to mention the fact that she had on thin silkrobe with nothing underneath. Correction: lovely girl underneath, butno other clothing.

As often seems the trend when I'm near her, my cock started torise. Since I was only wearing boxers, this had to be immediatelyobvious to her. She just sighed and wriggled back against me. I ranone hand up the outside of her long, smooth legs, feeling how theyrounded so nicely into her thin waist. I slowly eased up her flatstomach, gently tracing the underside of a small, firm breast. Iteasingly circled her breast lightly, never touching her nipple. ThenI started to her other breast, doing the same thing. Finally, I slowlycaressed one of her nipples, lightly touching it. She jumped a bit andmoaned softly.

I started working my way lower. I eased past her lovely belly, givingher time to adjust and see if she wanted to continue. She didn't sayno so I slowly stroked her thighs, feeling the taut muscles playingunder the skin. I could feel her heat on my hands as slowly worked myhands closer to her sex. Teasingly, I lightly brushed against herlabia and moved farther up, running over her mons. I worked my wayback through her hair and lightly touched her clit, causing her tosuck in her breath sharply.

I dipped a finger a little lower to find that she was extremely wet. Ieased a finger up to about the second joint then pulled back andbrought the wetness higher to her clit. I kept alternating like that,in and up over her clit. As she got more excited, breathing harder andharder, I centered my concentration on her clitoris almostcompletely. She ground back into me, getting as close aspossible. After a little while of intense rubbing and touching, shestarted moaning and keening, getting louder and louder. Her bodystiffened and her back arched against me. Then a smaller series ofshudders wracked her. She slid one of her hands down and covered mineand sighed deeply. She wriggled back against me again and whispered,"Do you want to go to the bedroom?" "Yes," I whispered back. I neededher, not just in the obvious physical sense, I wanted to be with herin every sense of the word.

We got up and went to her bedroom. She dropped her thin robe to theground, letting me see her completely naked for the first time. Herbody was every bit as amazing to see as I'd imagined it would be. Itook in the sight of a beautiful woman standing naked in front ofme. From her shining dark hair, past those intensely blue eyes, thesmall nose, and red lips, the graceful, long neck, down past her smallfirm breasts, over the smooth stomach and small waist to her broadhips and hair-covered sex down her sleek, muscled legs and then allthe way back up. To say that she looked beautiful would be quite theunderstatement.

I took her in my arms and kissed her, running my hands up her bareback. She shivered against me a little as my fingers ran up her spineand into her hair. I felt her nipples harden against my chest. Shepulled away from me and led me to her bed, pulling me down onto themattress.

We kissed for a bit more. The passion was still running high. I was alittle nervous. For one, it had been a little while since I'd had sexwith anyone. I didn't want to disappoint her. The other was that thiswas a strange new step for us. Our friendship has brought us as closeas two people can get without being physically involved and now thatwas at hand. Not to mention the fact that she was absolutely amazingand sexy.

She reached into the drawer of her nightstand and pulled out a condomand handed it to me. She looked at me and saw the relief on my faceand said, "You had no idea this would happen, did you? It's a goodthing that I was prepared." And, like most times, she was right.

I started to take off my boxers when she pulled away from me. She satup beside me and ran her hands down my body. When she got to myboxers, she pulled at the waistband and eased my shorts down andoff. I tore open the condom wrapper and was about to unroll over mydick it when she took it from me. She unrolled it one turn and thenput it in her mouth with the bottom ring just outside her lips. Shethen lowered her head down to my cock and enveloped me in her warm,wet mouth. Somehow she managed to roll the condom completely down mylength using only her lips and tongue. The feeling was exquisite tosay the least. I'm not huge by any means, being about average size,maybe six inches or so, but I'd never had a girl take my entire dickinto her mouth. It took a lot of restraint to keep from coming on thespot. She made it even more difficult by looking up at me almost thewhole time, locking with my eyes. That somehow made it even moreintense.

She moved almost painfully slowly up the length of my dick, finallyletting it pop out of her mouth. Then she shifted towards me, movingup to straddle me. As I reached down to guide myself into her, shelooked into my eyes and then leaned in and kissed me deeply. The headof my cock was now between her warm wet lips. While we kissed, shebrought her body down hard, taking me all of the way inside her in onequick motion. The sudden sensation of warmth and tightness made memoan and shudder.

I slowly started pumping into her while she moved her hips inrhythm. We continued kissing throughout this and I alternated betweenrunning my fingers through her hair and up her sexy bare back. After abit she sat up and started moving a little more forcefully, quietlymoaning. I moved a hand down between us and started massaging her clitwhile she moved up and down against me. Doing that was like hittingthe accelerator. She started moving faster and harder moving her slickpussy up and down on my cock.

She leaned back down, still rocking and pumping my prick inside her,and started kissing me again. She started kissing my neck, turning meon even more, if that was possible. She whispered "Come with me. Comewith me," into my ear. I wasn't there yet and tried to tell her that,but my capacity for speech was pretty much gone.

She pushed back hard against me and pushed as far into her as I couldgo. She howled softly, pushing against me three or four times beforeslowly starting to pump in rhythm again. She whispered again in myear, "That was amazing. It's your turn now." Much to my own surprise,I still wasn't close yet.

She started moving a little faster, really rocking. Her wetness wasall over me now, like liquid fire coming out of her. I slide my handsup to her breasts and slowly massaged her hard nipples. Another softmoan told me that I was doing the right thing. After a bit, I eased myhands down over her lovely ass, pulling her to me a little moreforcefully on each stroke. I pushed up into her as she slammed down,making that rhythmic slapping noise that's such a part of really goodsex.

I was getting really close now, moving harder and faster. She wasresponding to my actions, pushing harder back at me. I pulled her downto me and started kissing her fiercely, my passion and lust ruling themoment. She slid her hands down my shoulders. I moved my hands backdown to her ass. She started really moaning and talking at thatmoment, yelling that she was about to come again. She dug herfingernails into my shoulders and slammed down on me repeatedly. Inreturn, I was pumping up into her as hard as I could, feeling releasejust moments away. I felt her muscles all over her body, inside andout, clench and hold. That brought me over the edge and I pushed deepand came hard into her as she pushed back, feeling her own release.

She collapsed onto me afterwards. I was completely wrung out and Ithink she was, too. After a bit she rolled off of me and I got up todispose of the filled rubber. Not terribly romantic, but a reality oflife. We smiled and kissed a bit and slowly drifted off to a verycontented sleep.

About 7:30 in the morning I woke up. I was supposed to be at work at9am and had to go back across town to the dorm first to shower andchange clothes. I gently untangled myself from her arms and legs andsat up to kind of get my bearings. She opened one eye and looked atme.

"Work?" she asked."Yep. At nine.""I think you have time for another round," she said.

I turned to look and she had that mischievous grin on her facecombined with a look of lust in her eyes. I grabbed another rubber outof the drawer and opened the wrapper. I started kissing my way downher neck, slowly making my way to her tits. I slowly sucked on onenipple was lightly touching the other, then alternating. I moved downher smooth, flat belly and kissed my way to her pussy. I gave atentative lick across her clit, watching for the reaction. Then I tookmy time and really gave my full attention to stimulating her with mytongue. I sucked on her clit while sliding a finger or two in her,watching her back arch up and face tighten with the pleasure. Shelightly shuddered and I felt my face and hands get much wetter.

She pulled me up to her, urging me to put the rubber on. "Fuck me!Fuck me now!" she yelled as I rolled the condom over my dick. I slidmy cock all the way inside of her in one motion. There was more of asense of urgency in this round, more sheer lust.

I pumped into her hard and deep, almost pulling out completely witheach stroke, only to go balls deep on the downstroke. She wrapped herlong legs around my waist, pulling me into her each time I pulledback. We were both almost screaming with the pleasure and intensity ofour union.

She pulled my face down to hers and kissed me hard and deep, similarlyto how we were fucking. Harder and harder I pushed. The faster andharder I went, the more she reacted, pulling me into her, kissing me,probing my tongue with hers. We were locked deep in a kiss when Irealized that I was about to come. Her eyes opened at the same timethrough some weird unspoken communication. Our eyes locked and stayedthere. I kept kissing her passionately while pushing faster towardsorgasm. I started to come, pushing hard and fast. She raised her hipsup as I pulled back and pushed back in. While it wasn't as long as thefirst round, it was definitely more intense.

We just stayed joined for awhile. I looked up and saw that it wasalmost 8:30. I guess I spent longer in foreplay than I thought becausethe sex couldn't have been more than about 10 minutes. We kissedslowly for a bit. She looked at me and smiled, "Sorry, but I think Imade you late for work." I assured her that it was well, well worthit.

I got up and disposed of rubber number two and washed up in thebathroom. Then I went back and found my clothes and started gettingdressed. She got out of bed and put on a robe over her amazingbody. We walked to the door and kissed for a few more minutes. Shebroke away and said, "If we keep this up I'm going to end up draggingyou back to bed." I grinned at her saying, "It wouldn't be a terriblyfate, but I'm not sure that I'm, um, up to it." We said our good-byesand promised to talk either later that day or the next.

Over the next month or so, we ended up sleeping together several moretimes. None was as intense as that first night, but I wasn'tdisappointed and I don't think she was either. Eventually we driftedback to just being friends. I still was insanely attracted to her, butit became clear that seriously dating was just not in the cards forus. We were both very driven toward our goals and seemed to be goingin opposite directions. We were both a little too volatile to be along-term thing, I think.

I graduated and went to work in town. She graduated and wanted to getas far away from town as possible, since she grew up not too far fromhere. She ended up moving to Colorado with someone she'd beendating. It was sad to see her go, but I knew that's where she reallywanted to be. For awhile, we'd talk on the phone every month or so,catching up, staying in touch. She came back to town about two yearsago and that's the last I saw or heard of her. Every now and then I doa net search looking for her. I guess I just want to know that she'sokay and I want her to know I still think about her and that I missher. I haven't found her yet, but I haven't given up hope. I knowshe's out there somewhere and I hope she's happy. Even if I never findher, she's given me some memories that I'll always cherish and afriendship that meant the world to me.